SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): October 17, 2002
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THE TIMKEN COMPANY
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(Exact name of registrant as specified in charter)
Ohio 1-1169 34-0577130
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
1835 Dueber Avenue, S.W., Canton, Ohio 44706-2798
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (330) 438-3000
ITEM 5. OTHER EVENTS.
Information set forth below represents clarification of certain statements
made during a teleconference held by The Timken Company (the "Company") on
October 17, 2002 at 8:30 a.m. Eastern time:
The statement was made that the Company anticipates that it will be
required to reduce shareholder's equity by approximately $100 million, net of
applicable deferred taxes, as of the end of 2002. This estimate was based upon
the expectation that the reduction as of the end of 2002 would be of comparable
magnitude to the reduction reflected as of the end of 2001. The actual amount of
the reduction in shareholders' equity will be dependent upon the actual
performance of the Company's pension fund assets and interest rates and will not
be determined until the first quarter of 2003.
Certain statements in this report (including statements regarding the
Company's forecasts, beliefs and expectations) that are not historical in nature
are "forward-looking" statements within the meaning of the Private Securities
Litigation Reform Act of 1995. The Company cautions that actual results may
differ materially from those projected or implied in forward-looking statements
due to a variety of important factors, including the impact of changes in
interest rates and changes in pension plans' investment performance on the
amount of the change in shareholders' equity described above. These and
additional factors are described in greater detail in the Company's 2001 Annual
Report, page 39, the Annual Report on Form 10-K for the year ended December 31,
2001 and the quarterly reports on Form 10-Q for the periods ended March 31 and
June 30, 2002. The Company undertakes no obligation to update or revise any
forward-looking statement.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
THE TIMKEN COMPANY
By: /s/ William R. Burkhart
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Name: William R. Burkhart
Title: Senior Vice President and
General Counsel
Dated: October 17, 2002